The supply to any customer (you) of goods and/or services by Pauli Conservation Frames Limited (hereafter referred to as Pauli Frames) shall be subject to the following Terms of Trade:
1. PRICE AND PAYMENT
a. For the goods and services supplied by Pauli Frames to you, you will pay to them the price as agreed (which is exclusive of VAT)
b. Pauli Frames will submit an invoice to you for payment due at the agreed address and you will remit full payment within 7 days of invoice.
c. In the event that you fail to make payment by the due date Pauli Frames will be entitled to:
i. Charge interest to you on the outstanding amount at such rate as Pauli Frames may decide but which in any event will not exceed 5% per annum above Pauli Frames’ principal banker’s normal base rate from time to time accruing daily. The interest will be payable for the period from the date upon which payment becomes due until the date of actual payment.
ii. Be reimbursed by you for all costs and expenses incurred in the collection of any overdue amounts.
d. Pauli Frames will only pay for storage of the work for 30 days after we have notified the customer that the piece is ready for collection. You will be liable and will be invoiced directly for any storage costs incurred thereafter.
2. ORDERS AND SPECIFICATIONS
a. All oral orders from you for the goods and/or services to be supplied by Pauli Frames will be confirmed in writing before work has commenced stating inter alia the specifications required, requesting completion/delivery date(s) and delivery instructions and agreed price.
b. In the event that you require any goods and/or services in addition to those specified in the written order upon prior notice by you to Pauli Frames thereof Pauli Frames shall use its reasonable endeavours subject always to its other commitments to provide such supply and shall be in all respects subject to those terms of trade. Details of any costs relating thereof shall be agreed between the parties prior to any charges being incurred.
3. RESCHEDULING OR CANCELLATION
If you wish to cancel all or any part of the written order or request changes to the agreed completion/delivery date or agreed specification you must provide written notification thereof. Pauli Frames reserve the right at all times to make a cancellation charge(s) which will be based on the amount of notice provided and will include without limitation all monies committed or incurred by Pauli Frames as a result of your written order.
4. INDEMNITY
You shall idemnify Pauli Frames against all liabilities, clams, demands, damages, losses, costs and expenses which may be incurred or brought against Pauli Frames in respect of injury to any person or loss or of damage to any property arising out of or in connection with the use by you of the goods and/or services as a result of any negligent act or omission by you or of any breach by you of any of your obligations hereunder.
5. LIABILITY
a. Pauli Frames will not be held liable for loss or damage consequential or otherwise in respect of goods and services supplied by them.
b. All or any artwork and/or other goods supplied by you or any third party to Pauli Frames are supplied entirely at your own risk and will remain at your risk while in Pauli Frames’ custody and Pauli Frames will not be held liable for any loss or damage consequential or otherwise to such artwork and such goods.
6. INSURANCE
Our liability in respect of customers’ artwork and or other goods is limited to a maximum of £500. Therefore you should arrange and maintain adequate insurance to cover your responsibilities imposed by these Terms of Trade including without limitations all risks insurance at the full replacement value of any and all artwork and/or other goods supplied by you or any third party to Pauli Frames and for the avoidance of doubt you should maintain such insurance during transportation of such artwork and such goods and of the goods supplied by Pauli Frames hereunder.
7. DELIVERY / COLLECTION
a. Where it is agreed that Pauli Frames will arrange transportation of the goods to be supplied by them hereunder and/or any artwork and/or other goods supplied by you or any third party:
i. The delivery instructions relating thereto will be as agreed.
ii. Transportation therefore will be carried out at your own risk, expense and insurance liability.
b. Pauli Frames shall notify you in writing once the Work is available for collection. If you do not collect the work within 30 days from our notification in writing that the work is ready to collect, you will be liable for the costs of storage from that date until the date of collection and shall pay such storage costs on receipt of an invoice from Pauli Frames.
8. SECURITY OF PROPERTY
Pauli Frames will make reasonable endeavours to provide a secure area(s) for any artwork and/or other goods supplied by you or any third party as agreed. Such secure area(s) will be provided at your own expense (where the cost thereof is not included in the agreed price) and for the avoidance of doubt Pauli Frames accepts no liability for such property whilst in the secure area(s) other than in consequence of any negligence on its part.
9. OWNERSHIP
Ownership of the goods supplied by Pauli Frames will pass from them to you when the agreed price and any monies outstanding from you to Pauli Frames are paid in full.
10. FORCE MAJEURE
Pauli Frames will not be held liable for any failure to supply the agreed goods and services by reason of any event beyond their reasonable control.
11. VARIATION
No variation of these Terms of Trade and no oral stipulations or representations will be binding on Pauli Frames unless expressly agreed to in writing.
12. TERMINATION
a. Pauli Frames shall be entitled to terminate the contract with immediate effect in writing if at any time during the agreed contract period:
i. You fail to make any payment due hereunder in full and in accordance with Clause 1.
ii. You commit or cause to be committed any breach capable of your obligations hereunder provided that in the case of a breach capable of remedy Pauli Frames have first given notification to you specifying the breach complained of and requiring the same to be remedied within a reasonable period of time from notification thereof and you have failed to comply therewith.
iii. You commit an act of insolvency or make any composition or arrangement with your creditors or go into liquidation. Or if any order is made or a resolution is passed for the winding up of your company or if you cease trading or if you suffer the appointment of your receiver over the whole or any part of your assets.
b. Termination of these Terms of Trade howsoever arising will be without prejudice to any rights accruing or already accrued to either party at the date of termination.
c. Upon termination of these Terms of Trae for any cause whatsoever all sums accrued due to Pauli Frames hereunder will immediately become due and payable to Pauli Frames.